PEORIA, Ill., Sept. 17 /PRNewswire-FirstCall/ -- CILCORP Inc., a wholly owned subsidiary of Ameren Corporation (NYSE: AEE), announced today that it has received consents from the holders of $122.7 million, or 99.1%, of its outstanding 8.700% senior notes due 2009 (CUSIP No. 171794 AE0) (the "2009 notes") and $210.4 million, or 99.9%, of its outstanding 9.375% senior bonds due 2029 (CUSIP No. 171794 AF7) (the "2029 notes" and, together with the 2009 notes, the "notes"), as of 5:00 p.m. New York City time on September 16, 2008, the last date and time for holders to receive the total 2009 consideration or the total 2029 consideration, as applicable (each as defined below) (such date and time, the "consent date") under its previously announced cash tender offer (the "tender offer") for any and all of its outstanding notes.
Concurrently with the tender offer, CILCORP is soliciting consents (the "consent solicitation") from the holders of the notes to certain proposed amendments (the "proposed amendments") to the indenture governing the notes (the "indenture"). The number of consents received on or prior to the consent date was sufficient to approve the adoption of the proposed amendments for each series of notes. Based on the consents received, CILCORP and the trustee under the indenture are expected to enter into a supplemental indenture to effect the proposed amendments, which would eliminate certain restrictive covenants in the indenture and the notes. CILCORP and the trustee will enter into the supplemental indenture if and when the notes are accepted for payment by CILCORP pursuant to the tender offer.
The complete terms and conditions of the tender offer and the consent solicitation are set forth in an offer to purchase and consent solicitation statement dated September 3, 2008 ("offer to purchase") and the related letter of transmittal and consent.
The tender offer will expire at midnight, New York City time, on September 30, 2008, unless extended or earlier terminated (as so extended or earlier terminated, the "expiration date"). Notes tendered after the consent date may not be withdrawn.
The total consideration for each $1,000 principal amount of 2009 notes validly tendered on or prior to the consent date, and not validly withdrawn, and which is accepted, is $1,057.50 (the "total 2009 consideration"), which includes a payment of $40.00 per $1,000 principal amount of such 2009 notes tendered on or prior to the consent date (the "2009 consent payment"). Holders who tender 2009 notes after the consent date but before the expiration date will only be eligible to receive the total 2009 consideration less the 2009 consent payment.
The total consideration for each $1,000 principal amount of 2029 notes validly tendered on or prior to the consent date, and not validly withdrawn, and which is accepted, is $1,230.00 (the "total 2029 consideration"), which includes a payment of $50.00 per $1,000 principal amount of such 2029 notes tendered on or prior to the consent date (the "2029 consent payment"). Holders who tender 2029 notes after the consent date but before the expiration date will only be eligible to receive the total 2029 consideration less the 2029 consent payment.
Consummation of the tender offer and the consent solicitation is subject to a number of conditions, including the absence of certain adverse legal and market developments, as described in the offer to purchase. CILCORP has reserved the right to amend, extend, terminate, or waive any conditions to the tender offer and the consent solicitation at any time.
J.P. Morgan Securities Inc. is the Dealer Manager for the tender offer and the consent solicitation and may be contacted at 212-834-4802 (collect calls accepted) or toll free at 866-834-4666. Requests for documents may be directed to Global Bondholder Services Corporation, the Information Agent for the tender offer and the consent solicitation, at 212-430-3774 (collect calls accepted) or toll free at 866-857-2200.
This press release does not constitute an offer or an invitation by CILCORP to participate in the tender offer or the consent solicitation in any jurisdiction in which it is unlawful to make such an offer or solicitation in such jurisdiction. The tender offer and the consent solicitation are only being made pursuant to the offer to purchase and the related letter of transmittal and consent.
CILCORP Inc. is an Ameren Corporation subsidiary that operates as a holding company for Central Illinois Light Company ("CILCO") and a non-rate- regulated subsidiary. CILCO operates a rate-regulated electric and natural gas transmission and distribution business and a non-rate-regulated electric generation business through its subsidiary, AmerenEnergy Resources Generating Company, all in Illinois. CILCO supplies electric and gas utility service to portions of central and east central Illinois in areas of 3,700 and 4,500 square miles, respectively, with an estimated population of 1 million. CILCO supplies electric service to 210,000 customers and natural gas service to 213,000 customers. AmerenEnergy Resources Generating Company owns 1,074 megawatts of coal-fired electric generating capacity and 55 megawatts of natural gas and oil-fired electric generating capacity.
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